Code of Conduct for Smith College Vendors and Institutional Purchasers

I. Introduction

Smith College is committed to conducting its business affairs in a socially responsible manner consistent with its educational mission and commitment to diversity. To this end, we establish this Code of Conduct as a working document to guide vendor and institutional purchasers of apparel. We recognize this Code as a work in progress and anticipate that it will be revised through our active participation in the Worker Rights Consortium (WRC) and the Fair Labor Association (FLA).

Smith College recognizes eight cardinal principles as the basis for effective performance under this Code of Conduct:

Full Public Disclosure of Factory Addresses.

Commitment to fair wages.

Independent Monitoring.

Freedom of Association and Collective Bargaining.

Safe Working Conditions.

No Forced Labor.

No Child Labor.

Women's Rights.

Smith College expects affiliated vendors and institutional purchasers to conduct their business in a manner consistent with these principles, and to follow workplace standards that adhere to this Code of Conduct.

II. Notice

This Code shall apply to all vendors and institutional purchasers of Smith College. Throughout this Code, the term "vendor" shall include all persons or entities who have entered a written Retailing Agreement with Smith College to sell products bearing the name, trademarks and/or images of Smith College. Institutional purchasers are all Smith departments, offices, and authorized organizations (including student organizations) who, through the course of their regular business, purchase apparel. Additionally, this Code shall apply to all of the vendor's and institutional purchasers' contractors. Throughout this Code, the term "contractor" shall include each contractor, subcontractor, vendor, or manufacturer that is engaged in a manufacturing process that results in a finished product for the consumer. "Manufacturing process" shall include assembly, packaging, shipping and receiving.

As a condition of being permitted to produce, sell, and/or distribute products on campus bearing the name, trademarks and/or images of Smith College, each of the above parties must comply with this Code and monitor and report that its contractors comply with this Code. All parties and their contractors are required to adhere to this Code within six (6) months of notification of the Code and as required in applicable license agreements, or to have submitted to the college and received written approval on a reasonable compliance plan that establishes a firm deadline for full compliance. Compliance plans must be submitted to the college within three (3) months of notification.

Full compliance with this Code is a goal to be worked toward by all parties in good faith. As a matter of practical necessity, the college recognizes the complexities of the request and the need to allow vendors sufficient time and flexibility to implement compliance plans, which may require still further negotiation and changes in contractual obligations by the vendor with subcontractors, suppliers, and other parties. The college is committed to granting such flexibility so long as vendors are making reasonable progress toward substantial compliance by a firm approved deadline. All specific arrangements will be authorized by the purchasing manager, who, in turn, will consult with an advisory committee. Plans must contain specific benchmarks and dates for review of satisfactory progress.

III. Remediation

Remedies herein apply to violations which occur after the Effective Date of the Code. Smith College may rely upon monitors to report such violations. If a vendor has failed to correct a violation of the Code, Smith College or an authorized organization will consult with the vendor (for itself and on behalf of its contractors, subcontractors or manufacturers) to determine appropriate corrective action. The remedy will, at a minimum, include paying all applicable back wages found due to workers who manufactured the contracted articles, and requiring the vendor to take all steps necessary to correct such violations including reinstatement of any worker found to have been unlawfully dismissed. If agreement on corrective action is not reached, and/or the action does not result in correction of the violation within a specified reasonable time period, Smith College reserves the right to (a) require that the vendor or institutional purchaser terminate its relationship with any contractor, subcontractor or manufacturer that continues to conduct its business in violation of the Code and/or (b) terminate its relationship with any vendor that continues to conduct its business in violation of the Code. In either event, Smith College will provide the vendor with thirty (30) days written notice of termination. In order to ensure the reasonable and consistent application of this provision, Smith College will seek advice from the WRC and the FLA regarding possible corrective measures and invocation of options (a) and (b) above.

IV. Standards

Smith College vendors must operate workplaces, and ensure that their contractors operate workplaces, that adhere to the following minimum standards and practices. Smith College prefers that these

A. Legal Compliance: Smith College vendors and institutional purchasers must comply, at a minimum, with all applicable legal requirements of the country in which products are manufactured. Where this code and the applicable laws of the country of manufacture conflict or differ, the higher standards shall prevail. Such compliance shall include compliance with all applicable environmental laws.

B. Environmental Compliance: Vendors and institutional purchasers will be committed to the protection and preservation of the global environment and the world's finite resources, and conduct business accordingly.

C. Ethical Principles: Vendors and institutional purchasers will commit to conduct their business according to a set of ethical standards which include, but are not limited to, honesty, integrity, trustworthiness, and respect for the unique intrinsic value of each human being.

D. Employment Standards: Smith College will only do business with vendors whose workers are present at work voluntarily, are not at undue risk of physical harm, are fairly compensated, and are not exploited in any way. In addition, the following specific guidelines must be followed:

1.Wages and Benefits: Vendors and their contractors recognize that wages are essential to meeting employees' basic needs. Vendors and their contractors shall pay employees, as a floor, wages and benefits which comply with all applicable laws and regulations. [Note: Smith is committed to participating in efforts by nonprofit organizations to establish a metric for a livable wage in all countries, and the College may add such a provision to this Code. The College will inform all vendors and institutional purchasers when Smith adopts or changes a particular living wage scale.] The College recognizes the need for workers to have safeguards against arbitrary, excessive, and capricious fines and penalty systems used to undermine wage scales. It is committed to work with all parties to guard against such practices.

2. Regular Working Hours: Employees shall not be required to work more than the lesser of 48 hours per week (the International Labor Organization [ILO] standard) or the limits on regular hours allowed by the law of the country of manufacture. Employees will be entitled to at least one day off in every 7-day period, as well as holidays and vacations.

3. Overtime: Overtime hours must be worked voluntarily, except as necessary to meet basic health and safety needs, and in the latter case never on a regular basis. In addition to their compensation for regular hours of work, employees shall be compensated for overtime hours at the greater of either (a) one and one-half times the regular rate of pay during the workweek and twice the regular rate of pay on holidays and the seventh consecutive day of work, or (b) as is legally required in the country of the manufacturer, whichever is higher.

4. Child Labor: As a general guideline, vendors shall not employ any person at an age younger than is consistent with International Labor Organization practices for developing countries. Vendors agree to consult with governmental, human rights and non-governmental organizations, and take reasonable steps as evaluated by Smith College or its authorized monitors to minimize the negative impact on children released from this employment as a result of the implementation of this Code. Through these consultations, the Vendor will insure that any exceptions to ILO standards do not violate children's rights to mandatory or basic education as defined by the ILO or the laws of the country in question.

5. Forced Labor: There shall not be any use of forced labor, whether in the form of prison labor, indentured labor, bonded labor, or otherwise.

6. Health and Safety: Contractors shall provide a safe and healthy work environment to prevent accidents and injury to health arising out of, linked with, or occurring in the course of work or as a result of the operation of Contractor facilities. Smith College will continue to work with its organizational partners in developing uniform standards for monitoring and assessment of such conditions to comply with all health and safety conventions of the ILO. As a first step, Smith will request any monitors to report on compliance with the following health and safety standards as set by local and national laws:

Manufacturing Equipment and Safety: All hazardous equipment must be properly maintained, with a maintenance log to monitor compliance, and have all required safety devices. All workers must at minimum receive all legally mandated personal protection equipment to operate equipment, as well as all required training and licensing.

Working Environment: All workplaces should meet minimum standards for ventilation, room temperature, air quality, lighting, and decibel levels, and workers should be provided with basic personal protective equipment (such as dust masks and ear plugs).

Hazardous Chemicals: All workplaces should have proper labeling and worker education with regard to all hazardous materials used in the plant, proper storage of all hazardous materials, and emergency-preparedness plans, emergency first-aid supplies, and a comprehensive safety log.

Fire Plans: All workplaces should have clearly marked and accessible emergency exits and clear, marked paths to them, emergency or fire alarms and lighting, maintained fire extinguishers throughout the work site as required by law, and emergency response plans in the event of a fire which are practiced by workers at regular intervals

Hygiene: All workplaces, canteen and cafeterias, and toilet facilities must meet minimum health standards and be in good working order. Toilet facilities should be in ratio to the work force to be easily accessible, well stocked with all necessary supplies, and be free of monitoring.

7. Nondiscrimination: Vendors shall employ individuals solely on the basis of their ability to perform the job. There shall be no discrimination in hiring, salary, benefits, performance evaluation, discipline, promotion, retirement or dismissal on the basis of age, sex, pregnancy, maternity leave status, marital status, race, nationality, country of origin, social or ethnic origin, disability, sexual orientation, religion, or political opinion. Workers who take maternity leave will not face dismissal, nor threat of dismissal, loss of seniority or deduction of wages, and will be able to return to their former employment at the same rate of pay and benefits.

8. Harassment or Abuse: Every employee shall be treated with dignity and respect. No employee shall be subject to any physical, sexual, psychological or verbal harassment or abuse. No employee or prospective employee shall be subjected to involuntary use of contraceptives or pregnancy testing. Vendors will not use or tolerate any form of corporal punishment.

9. Women's Rights: Because the overwhelming majority of apparel workers are women, assuring and safeguarding women's rights is of particular importance for all parties. In addition to not discriminating
on the basis of sex, pregnancy, marital status, or sexual orientation, the following specific guidelines must be followed:

Women workers will receive equal remuneration, including benefits, equal treatment, equal evaluation of the quality of their work, and equal opportunity to fill all positions as male workers.

Pregnancy tests will not be a condition of employment, nor will they be demanded of employees.

Workers who take maternity leave will not face dismissal nor
threat of dismissal, loss of seniority or deduction of wages, and will be able to return to their former employment at the same rate of pay and benefits.

Workers will not be exposed to hazardous or toxic chemicals that may endanger their safety, including their reproductive health, without safeguards and proper instruction in their use.

Workers will not be forced or pressured to use contraception.

10. Freedom of Association: Vendors shall recognize and respect the right of employees to freedom of association and collective bargaining. No employee shall be subject to harassment, intimidation or retaliation in their efforts to freely associate or bargain collectively. Vendors shall not cooperate with governmental agencies and other organizations that use the power of the State to prevent workers from organizing a union of their choice. Vendors shall allow union organizers free access to employees in and around the workplace when they are not engaged in their work as defined by national regulations and ILO standards. Vendors shall recognize the union of the employees' choice. *

11. Labor Standards Environment: In countries where law or practice conflicts with these labor standards, vendors agree to work with governmental, human rights, labor business organizations, and the FLA and WRC and their authorized monitors to achieve full compliance with these standards. Vendors further agree to refrain from any actions that would diminish the protections of these labor standards. In addition to all other rights under the Agreement, Smith College reserves the right to refuse renewal of Agreements for goods made in countries where: (a) progress toward implementation of the employment standards in the Code is no longer being made; and (b) compliance with the employment standards in the Code is deemed impossible. Smith College shall make such determination based upon examination of reports from governmental, human rights, labor and business organizations and after consultation with the relevant vendor.

V. Implementation

Smith College seeks to foster an environment of labor
standards compliance through ensuring adherence to the standards established by this Code. Working in conjunction with the WRC and the FLA, the College will seek to create a process of implementation based on the following guidelines:

A. Transparency: Vendors will provide the company names, owners and/or officers, addresses, phone numbers, e-mail addresses and nature of the business association, including the jobs performed in the manufacturing process, of all of the contractors and manufacturing plants which are involved in the manufacturing process of vended and purchased articles.

B. Written Agreement of Compliance: Vendors will provide written confirmation that they agree to adhere to the code and be subject to independent monitoring.

C. Notification and Education of Employees: All vendors and their contractors shall inform employees of all provisions of the Code in language they can understand.

D. Timely Response to Queries and Monitoring: Vendors will provide timely written responses to all audits, monitoring reports, and independent queries from the College or its authorized monitors.

E. Pricing: The vendors and institutional purchasers must assure that they are paying their contractors a sufficient price to meet production costs while complying with this Code and to make a reasonable profit.

VI. Disclosure

Information provided by the vendor, through the process described in Section V (Implementation), shall be considered public information. The vendor shall be required to immediately report to Smith College any changes in its business operations which materially affect the application of this Code, such as the selection of a new factory.

VII. Verification and Compliance Mechanism

It shall be the responsibility of each vendor and institutional purchaser to ensure its compliance with this Code, and to verify that its contractors are in compliance with this Code. Clearly defined methods of monitoring, training, receipt and processing of employee complaints, adjudication of disputes, and enforcement have not been determined by Smith College. Smith College and the WRC and the FLA shall undertake efforts to determine and clearly define the obligations associated with the development of adequate training, monitoring, investigation, receipt and processing of employee complaints, adjudication of disputes, and mechanisms for enforcement of this Code, including establishment of a reasonable time frame within which compliance measures will begin.

A. Public Accountability

Smith College shall establish an advisory procedure to include students, faculty, and staff in the development, oversight and verification of this Code.

Smith College shall also establish a procedure for public accountability to any interested party for its progress in realizing the goals set forth in this Code.

B. Funding

The College shall insure that the Purchasing Manager has the resources necessary for the implementation of this Code.

Adopted by the Smith College Board of Trustees 10/27/2001; amended 5/17/2002.
* The latter two sentences will be reworded (1) to specify the relevant ILO standards and (2) to make the last sentence consistent with NLRB terminology."